UK Paints to Increase Direct Holding in Berger Paints Through Internal Restructuring

UK Paints (India) Private Limited, a key promoter group entity of Berger Paints India Limited, is set to increase its direct shareholding in the company through an internal restructuring exercise, as disclosed in a recent stock exchange filing. The proposed transaction involves the transfer of a 14.48 percent stake, comprising 16,87,88,138 equity shares, and is scheduled to be executed on or after December 29.

The transfer will be carried out at nil consideration under a scheme of amalgamation that has been approved by the National Company Law Tribunal and the Jersey Financial Services Commission. According to the filing, the restructuring is aimed at simplifying the promoter group structure by reducing the number of legal entities and jurisdictions involved in holding the company’s shares.

Upon completion of the transaction, UK Paints (India) Private Limited’s direct holding in Berger Paints will rise from 50.09 percent to 64.57 percent. The company has clarified that despite this change, the aggregate shareholding of the promoter and promoter group in Berger Paints will remain unchanged. As a result, the restructuring does not lead to any change in control of the listed paint manufacturer.

Berger Paints stated that the consolidation is expected to bring multiple operational benefits. These include lower regulatory compliance and administrative costs, improved monitoring of assets, and more efficient use of capital across the group. Centralising ownership at the ultimate holding company level is also expected to support better allocation of managerial and technical resources.

The regulatory filing further noted that the transaction is exempt from open offer requirements under applicable Securities and Exchange Board of India norms. For reference, the volume-weighted average market price of Berger Paints shares over the 60 trading days preceding the disclosure stood at approximately Rs 546.63 per share.

Industry experts observe that such internal consolidations are increasingly common among large promoter groups, particularly in sectors such as consumer goods and manufacturing. A streamlined ownership structure can improve governance transparency, speed up decision making, and reduce cross-border administrative complexity.

Berger Paints has not indicated any immediate operational changes, management reshuffles, or board-level adjustments linked to the restructuring. Market participants are expected to monitor further disclosures related to the completion of the amalgamation process and any subsequent regulatory updates.